University of Tasmania, Australia

Introduction

All contracts for which Project Officers are responsible consist of a number of elements including tender documents, drawings, specifications and (usually) the terms and conditions and annexure of an Australian Standards contract. When presenting a contract for the executive's signature, it is imperative that all documentary elements of the contract are actually bound together into one document or, at the very least, incorporated into the contract by reference.

Various terms and conditions of a contract are incorporated by reference when it is either impractical to physically bind those terms and conditions into the contract or where the terms and conditions are well known throughout the industry and are readily accessible to the public. An example of the former class is architectural drawings which can be quite bulky and, of the latter class, the terms and conditions of the various Australian Standards contracts with which the industry is very familiar and which are publicly available albeit at a price.

Elements of the cover sheets

The elements of the cover sheet are as follows:

The Principal

The contract Principal is of course the University of Tasmania, which is an incorporated body. If you wish to record that, for the purposes of your transaction, the University is acting through a school or department, insert the following directly below “University of Tasmania”: “through the [ name of the school or department ]”.

The Contractor

The contractor named on the contract must be a legal entity capable of being sued. Accordingly you should obtain from the contractor the nature of the legal entity through which the services will be performed. The possible options are:

• The contractor is an individual trading under his or her own name (e.g. James Brown, Librarian). In this instance the individual will be the party to the contract and his or her name and given address should be inserted where indicated
• The contractor is an individual trading under a registered or unregistered business name (e.g. “Librarian Contracting Services”). In this case the individual will still be the party to the contract and his or her name followed by the words “T/A as [ business name ]” and the given address should be inserted where indicated
• The contractor is a partnership of two or more individuals who may or may not be trading under a business name. In this case the full names and addresses of all the partners should be inserted together with (if appropriate) any business name as indicated above. If the amount of information will not fit, insert the words “See attached Contractor Details” and attach a clearly identified document setting out the relevant information
• The contractor is incorporated (e.g. J Brown Pty Ltd or J Brown Ltd or Librarian Contracting Services Inc). In this case, the full name of the corporate body together with its Australian Company Number (ACN) together with its registered address will be inserted. You should be able to obtain all the appropriate information from the contractor's pre-contract correspondence. However, if you are unable to obtain all the information you require or have some doubts about the exact nature of the legal entity, please arrange for an ASIC data base search through the Legal Office

Irrespective of the legal form of the contractor, it is the University policy to only deal with contractors who have an Australian Business Number (ABN). The ABN should be included with the contractor's details.

If you wish to enter into a contract with a contractor that does not have an ABN, the University will have certain obligations to the ATO and accordingly, you should contact Financial and Business Services before the contract is signed.

Incorporation by Reference

The cover sheets available have been prepared to enable Project Officers to list all the documents that collectively constitute the contract and which are either physically bound with the cover sheet or are incorporated by reference. To validly incorporate by reference, the reader must be left in no doubt as to the identity of the document and must have unimpeded access to it. We recommend that the description of the document include the TRIM reference to enable the reader to access the document through University Records.

Contact the Legal Office